Property FranchiseGp - Grant of Options, Share Awards & PDMR Shareholding

Property Franchise

17/07/2025 17:39

RNS Number : 5659R

Property Franchise Group PLC (The)

17 July 2025

 

 

17 July 2025

THE PROPERTY FRANCHISE GROUP PLC

("TPFG", the "Company" or the "Group")

 

Grant of Options, Vesting of Options, Share Awards and PDMR Shareholdings

 

The Property Franchise Group Plc (LON:TPFG) the UK's largest multi-brand property franchisor  announces that (i) it has granted nominal cost options over 1,022,000 ordinary shares in the Company to certain executives and employees under the TPFG Share Option Plan; and (ii) has made share awards of 284,500 ordinary shares of 1p each in the Company pursuant to the vesting and exercise of options by certain executives and employees. These options vested and were exercised pursuant to the Company's Share Option Schemes issued in 2022 ("2022 Scheme") and recognise the full achievement of the targets set.

 

Grant of Options

These awards recognise each of their roles and responsibilities in developing and implementing the Company's strategic plans and are designed to continue to incentivise them appropriately.

The awards will be subject to two performance conditions; total shareholder return ("TSR") and adjusted basic earnings per share adjusted for exceptional income/costs, amortisation arising on consolidation and share-based payment charges ("Adjusted EPS") over the three years to 31 December 2027. Each performance condition will apply to 50% of the awards being made. 

In respect of the TSR, the award will be subject to absolute TSR growth of 35% to achieve threshold vesting (at which point 25% of this portion of the award will vest), which corresponds to 10.4% compound annual growth rate ("CAGR"), rising to full vesting at 50% growth over the period which corresponds to 14.5% CAGR.

In respect of Adjusted EPS, the award will be subject to adjusted EPS growth of 35% over the period to achieve threshold vesting (25% vesting), which corresponds to 10.4% CAGR, rising to full vesting at 50% growth over the period, which corresponds to 14.5% CAGR.

Straight-line vesting applies between the thresholds.

The maximum awards for the executives are stated below:

 

Name
Position
Number of shares subject to awards
Gareth Samples
Chief Executive Officer
250,000
Ben Dodds
Chief Financial Officer
200,000
Michelle Brook
Executive Director
100,000

 

Immediately prior to these awards the Company's issued share capital was 63,752,008 ordinary shares and it had outstanding awards granted under prior incentive schemes of 1,871,952 ordinary shares.

Share Awards

The share awards under the 2022 Scheme have been effected by way of transfers of shares that were held in the Company's employee benefit trust.

The executives who exercised options and to whom a share award has been made under the 2022 Scheme are as follows:

PDMR
Role
Number of Ordinary Shares acquired following exercise of options
Exercise price per Share (Share Option Schemes)
Number of Ordinary Shares sold to EBT
Total resultant holding in Company's issued share capital
Total resultant percentage holding of issued share capital
Gareth Samples
Chief Executive Officer
175,000
1p
82,419
615,651
0.97%

 

Gareth Samples has sold 82,419 shares to the Company's employee benefit trust to meet the exercise price of the options and certain tax liabilities arising as a result of the exercise of the options.

PDMR Shareholdings

Further information is provided below in accordance with Article 19(3) of the UK Market Abuse Regulation No 596/2014:

1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Gareth Samples
2
Reason for the notification
a)
Position/status
Chief Executive Officer
b)
Initial notification /Amendment
Initial
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
The Property Franchise Groupplc
b)
LEI
2138008J5PTJ8C77I535
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted.
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 1 penny each
ISIN: GB00BH0WFH67
b)
Nature of the transaction
Grant of nil cost options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
250,000 ordinary shares
d)
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
e)
Date of the transaction
16 July 2025
f)
Place of the transaction
Outside a trading venue

 

1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Ben Dodds
2
Reason for the notification
a)
Position/status
Chief Financial Officer
b)
Initial notification /Amendment
Initial
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
The Property Franchise Groupplc
b)
LEI
2138008J5PTJ8C77I535
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted.
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 1 penny each
ISIN: GB00BH0WFH67
b)
Nature of the transaction
Grant of nil cost options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
200,000 ordinary shares
d)
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
e)
Date of the transaction
16 July 2025
f)
Place of the transaction
Outside a trading venue

 

1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Michelle Brook
2
Reason for the notification
a)
Position/status
Executive Director
b)
Initial notification /Amendment
Initial
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
The Property Franchise Groupplc
b)
LEI
2138008J5PTJ8C77I535
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted.
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 1 penny each
ISIN: GB00BH0WFH67
b)
Nature of the transaction
Grant of nil cost options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
100,000 ordinary shares
d)
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
e)
Date of the transaction
16 July 2025
f)
Place of the transaction
Outside a trading venue

 

 

Details of the person discharging managerial responsibilities / person closely associated
Name
Gareth Samples
Reason for the notification
Position/status
Chief Executive Officer
Initial notification /Amendment
Initial
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
Name
The Property Franchise Groupplc
LEI
2138008J5PTJ8C77I535
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted.
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 1 penny each
ISIN: GB00BH0WFH67
Nature of the transaction
(i) Exercise of Options
(ii) Sale of ordinary shares
Price(s) and volume(s)
Price(s)
Volume(s)
(i) 1p
(ii) 550p
(i) 175,000 ordinary shares
(ii) 82,419 ordinary shares
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
Date of the transaction
16 July 2025
Place of the transaction
Outside a trading venue

 

 For further information, please contact:

 

The Property Franchise Group PLC
Gareth Samples, Chief Executive Officer
Ben Dodds, Chief Financial Officer
01202 405 549
company.secretary@propertyfranchise.co.uk
Canaccord Genuity Limited (Nominated Adviser and Joint Broker)
Max Hartley
Harry Rees
020 7523 8000
Singer Capital Markets (Joint Broker)
Rick Thompson
James Fischer
020 7496 3000
Alma Strategic Communications
Justine James
Joe Pederzolli
Kinvara Verdon
020 3405 0209
propertyfranchise@almastrategic.com


 

About The Property Franchise Group PLC:

 

The Property Franchise Group PLC (AIM: TPFG) is the UK's largest multi-brand property franchisor, with a network of over 1,946 outlets delivering high quality services to residential clients, combined with an established Financial Services business.

 

The Company was founded in 1986 and has since strategically grown to a diverse portfolio of 18 brands operating throughout the UK, comprising longstanding high-street focused brands and two hybrid brands. The Property Franchise Group is also a member of two leading mortgage networks through its mortgage brokers, Brook Financial (MAB) and The Mortgage Genie (Primis).

 

TPFG's brands are: Belvoir, CJ Hole, Country Properties, Ellis & Co, EweMove, Fine & Country, Hunters, Lovelle, Martin & Co, Mr and Mrs Clarke, Mullucks, Newton Fallowell, Nicholas Humphreys, Northwood, Parkers, The Guild of Property Professionals and Whitegates.

 

Headquartered in Bournemouth, the Company was listed on AIM on the London Stock Exchange in 2013 and entered the AIM 100 in July 2024.

 

More information is available at www.propertyfranchise.co.uk

 

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